IRSL:STEXCH:2018-19: 30th September 2019

National Stock Exchange of India Limited Exchange Plaza, 5th Floor, Bandra - Kurla Complex, Bandra (E) Mumbai - 400 051. Thru.: NEAPS Stock Code NSE: INDORAMA

BSE Limited Floor 25, P. J. Towers, Dalal Street, Mumbai - 400 001. Thru.: BSE Listing Centre Stock Code BSE: 500207

lndo Rama Synthetics (India) Limited

Sub.: Declaration of Results of Postal Ballot

Dear Sirs,

In continuation to our earlier letter dated 29th August 2019 and pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find herewith the following:

i) Combined resu lt (e-Voting and Physical) of Postal Ballot for seeking members' approval through Special Resolution relating to:

• Leasing out DTY Machines to Wholly Owned Subsidiary of the Company, lndorama Yarns Private Limited.

ii) Scrutinizer's Report on the result of Postal Bal lot.

This is for your information and record.

Thanking you.

Yours faithfully, for lndo Rama Synthetics (India) Limited

~\NY~ Pawan Kumar Thakur Company Secretary and Compliance Officer

Encl.: As above.

INDO RAMA SYNTHETICS (INDIA) LTD. Corporate Office: 20th Floor, DLF Square, DLF Phase-2, NH -8, Gurugram - 122002, Haryana, India. Tel : 0124-4997000, Fax: 0124 -4997070

Registered Offi ce & Manufacturing Complex : A -3 1, MIDC Industri al A rea, Butibori, Nagpur - 441122, Maharashtra, India. Tel : 07104-663000 / O I , Fax : 07104 -663200 E-mail : corp@indorama-ind.com • Website : www.indoramaindia .com

CJN : L17124MH 1986PLC 166615

Disclosure as per Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

General information about Company

Scrip Code 500207

NSE Symbol INDORAMA

ISIN INE156A01020

Name of the Company INDO RAMA SYNTHETICS (INDIA) LIMITED

T ype of Meeting Postal Ballot

Date of the meeting / last day of receipt of Postal Ballot Forms (in case of Postal Ballot) 28-Sep-19

Record Date I Cut-off Date 23-Aug-19

Total number of shareholders on Record Date I Cut-off Date (i.e. , 23.08.2019) 17,098

Scrutinizer Details

Name of the Scrutinizer Mr. Sanjay Grover

Firms Name Sanjay Grover & Associates

Qualification cs

Membership Number 3850

Date of Board Meeting in which appointed 06-Aug-19

Date of Issuance of Report to the Company 30-Sep-19

AGENDA WISE DISCLOSURE

No. of Resolution passed in the Meeting 1

Resolution No. 1

Resolution required : (Ordinary I Special) Special

Whether Promoter/ Promoter Group are intersted in the Agenda/Resolution? No

Discription of resolution considered: Leasing out DTY Machines to Wholly Owned Subsidiary of the Company, lndorama Yarns Private Limited.

"RESOLVED THAT pursuant to the provisions of Section 180(1) (a) and any other applicable provisions, if any of the Companies Act, 2013 ('1he Act") (including any statutory modifications or re-enactments thereof for the time being in force) read with the Companies (Management and Administration) Rules , 2014 , the provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time ("SEBI LODR Regulations") , the provisions of the Memorandum and Articles of Association of the Company, and such other approvals, consents and permissions being obtained from the appropriate authorities to the extent applicable and necessary, consent of the Members of the Company be and are hereby accorded for leasing out such numbers of DTY Machines of the Company along with the land appurtenant to the shed in which such machineries are installed at A-31 , MIDC Industrial Area , Butibori , Nagpur-441122, Maharashtra , India. with all the supporting accessories and facilities required for the purpose of leasing out DTY Machines to the Wholly Owned Subsidiary of the

RESOLVED FURTHER THAT the Company shall enter into a Lease Agreement for such numbers of DTY Machines of the Company along with the land appurtenant to the shed in which such machineries are installed at A-31 , MIDC Industrial Area , Butibori, Nagpur-441122, Maharashtra , India, with all the supporting accessories and facilities required for the purpose of leasing out DTY Machines to lndoray~/ Private Limited , a Wholly Owned Subsidiary of the Company, on the terms and conditions as may be determined between the Company and the lndorama Yarns Private Limited ; ~e ·~ot~

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RESOLVED FURTHER THAT the Board of Directors be and are hereby empowered to sign, execute, undertake all such acts , deeds, matters and things and to execute al l such deeds, documents and writings as may be deemed necessary, proper, desirable and expedient in its absolute discretion, for the purpose of giving effect to this Resolution and to settle any question, difficulty or doubt that may arise in this regard;

RESOLVED FURTH CR THAT the Board be and is hereby authorised to delegate all or any of the powers conferred on it by or under this Resolution to any Committee of Directors or to any Director or Officer(s) or Authorised Representative(s) of the Company in order to give effect to this Resolution".

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts , deeds, matters. things and take all steps as may be necessary, proper or expedient to give effect to th is resolution. "

No. of shares held No of Val id Votes % of Votes Polled on No. of Votes in No. of Votes % of votes in favour % of votes against on

Category Mode of Voting Polled Outstanding Shares Favour Against on Votes Polled Votes Polled

(1) (2) (3)=(2)/(1)*100 (4) (5) (6)=(4)/(2)*100 (7)=(5)/(2)*100

E-voting 11 ,22 ,62, 124 52.6130 11 ,22 ,62 , 124 0 100.0000 0.0000 Promoters and

Promoter Postal Ballot 21 ,33,73,508 0 0.0000 0 0 0 0 Group

Total 11,22,62, 124 52.61 30 11,22,62, 124 0 100.0000 0.0000

E-voting 7490909 52.9307 7490909 0 100.0000 0.0000

Public-Postal Ballot 1,41 ,52,287 0

Institutions 0.0000 0 0 0 0

Total 7490909 52.9307 7490909 0 100.0000 0.0000

E-voting 1,21,052 0.3604 1,20 ,422 630 99.4796 0.5204

Public-Non Postal Ballot 3,35,87,356 429

Institutions 0.0013 429 0 100.0000 0.0000

Total 1,21 ,481 0.3617 1,20,851 630 99.4814 0.5186

Total 26,11,13,1 51 11,98,74,514 45.9090 11,98,73,884 630 99.9995 0.0005

Based on above, the Special Resolution has been passed with requisite majority.

Yours faithfully,

for lndo Rama Synthetics (India) Limited

~~~ Pawan Kumar Thakur

Company Secretary and Compliance Officer

Page 2 of 2

Delhi-1 'I

44 ii Maharashtra

Managing Partner of M/s. Sanjay Grover & Associates, Practicing

firm having office at B-88, First Floor, Defence Colony, New

was appointed as Scrutinizer by the Board of Directors of INDO RAMA

('the Company') in their meeting held on August 06,

scrutinizing the e-voting process and postal ballot process in a

transparent manner under the provisions of Sections 108 and 110 of the

13 (the "Act") read with the Rules 20 and 22 of the Companies

Administration) Rules, 2014, the Securities and Exchange Board of

and Disclosure Requirements) Regulations, 2015, Secretarial

Standard-2 on "General Meetings" issued by the Institute of the Company Secretaries

applicable laws and regulations (including any statutory

or re-enactment(s) thereof for the time being in force) in respect of the

as mentioned in the Notice of Postal Ballot dated August 06, 2019:

1

under:

dispatch

on August 19 to

of Members as on Friday, August

in the following manner:

whose names

2019

to the members whose e-mail

Registrar and Transfer Agent; and

were registered with

physical mode, along with a self-addressed postage prepaid

reply envelope to the other members (whose e-mail addresses

were not registered with the Company/ the Registrar and Transfer Agent).

published an advertisement regarding dispatch of Postal Ballot

etc., in English language 'The Indian Express" and in Marathi

on 301h August, 2019.

3. The Members of the Company holding shares as on Friday, August 23, 2019

were entitled to vote on the resolution as contained in the Notice and had an

4.

to vote either through the postal ballot form(s) or through the e-voting

facility. Members who opted for e-voting facility have cast their votes on the

website of National Security Depository Limited ("NSDL") e-voting

viz., www.evoting.nsdl.com.

form(s) received by post/ courier/ by hand were kept under my

in sealed and tamper proof ballot box before commencing the

such postal ballot form(s). The e-voting was maintained by NSDL in

6,

7.

process was monitored me

9 in

in

I J'''I Gaurav Dwivedi

of all postal ballot form(s) received from the members as well as

generated from electronic registry of NSDL have been entered in

Register maintained for that purpose.

form(s) received and e-votes cast up to 05:00 P.M. on Saturday,

19 , time fixed by the Company for voting

postal ballot form(s) or e-voting, were considered and none of the

received after that were considered for the purpose of this report.

9. ballot form(s) and e-voting were matched with the Register of

members of the Company as on Friday, August 23, 2019 as provided by the

and Share Transfer Agent ('RTA') of the Company.

0. were 197 (One Hundred and Ninety Seven) envelopes containing Postal

Notice(s) which were returned undelivered.

and paid-up Equity Share Capital of the Company as on Friday,

19 was Rs. 2,61, 11,31,510/- (Rupees Two Hundred Sixty One

Thirty One Thousand Five Hundred and Ten only) divided

are as

Number of Valid

1 i 429 11,98,73,884 99.9995

630 0 630 0.0005

11,98,74,085 429 11,98,74,514 100

above-mentioned Special Resolution has been passed with

break up of voting through e-voting and postal ballot form(s) in

the above Resolution is attached to this report and marked as

A'

13. The shall be deemed to have been passed on Saturday, September

20 9, being the last date of receipt of Postal Ballot forms from the

the Company.

'I\ \.I\ 'I <,!{()' FH ,\. \SSOCI.\TE~

14. I will hand over the postal ballot forms and other related papers/registers and

records to the Company after signing of minutes by the Chairman of the

Company.

15. You may accordingly declare the result of the voting by Postal Ballot/ e-voting.

Thanking You,

FOR SANJAY GROVER&ASSOCIATES COMPANY SECRETARIES

~~ ~.,-­

San 1a y urover ~ Scrutin izer C.P. No. :3850

Date: 30 .09.2019 Place: New Delhi

1 i ,98,74.085 1, 19,

0 0 0

63 11,98,74,085 '19,87,40,850

59 11,98,73,455 , 19,87,34,550

--··--··-·-·-·--·~·--·

4 630 6,300

PHYSICAL POSTAL BALLOT FORM:

No. of Equity ·Shares

votes 2 429

0 0 0

2 429 4,290

2 429 4,290

0 0 0